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 37.1. 
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37.32

When the Roman fleet had occupied these perfectly sheltered harbours the praetor thought it advisable, before he laid regular siege to the place, to make overtures to the magistrates and leading men of the city. When he found that they were bent upon resistance he commenced his attack from two different points. One quarter contained but few private buildings, a considerable space being occupied by temples, and he brought up the rams at this part first and began to batter the walls and towers. When the citizens had collected here for its defence the rams were brought up against another section, and now the walls were being laid in ruins in both directions. After they had fallen the Roman soldiers began to fight their way over the ruins, but the townsmen offered such a determined resistance that it was clear they found more help from their arms and courage than from their walls. At length the risk to which his men were exposed compelled the praetor to sound the retire, as he was unwilling to expose them heedlessly to an enemy maddened by despair. Though the actual fighting was put a stop to, the defenders did not even then allow themselves any rest, they assembled from all quarters to repair and strengthen what had been laid in ruins. Q. Antonius, who had been sent by the praetor, appeared amongst them while they were thus engaged, and after censuring their obstinacy pointed out that the Romans were more anxious than they were that the struggle should not end in the destruction of their city; if they were willing to desist from their madness they would have it in their power to surrender on the same terms as they had formerly obtained from C. Livius. On hearing this they asked for a five days' armistice in which to deliberate, and meantime they tried to find out what prospect of help there was from Antiochus. The envoys they had sent to the king brought back word that they must not look for any support from him, and on this they at last opened their gates after stipulating that they should not be treated as enemies. After the praetor had announced his wish that those who had surrendered should be spared, and whilst the standards were being borne into the city, shouts of protest were raised everywhere amongst the troops, who were furious at the Phocaeans, who had never been loyal allies but always bitter enemies, getting off with impunity. At this cry, as though the praetor had given the signal, the men ran off in all directions to sack the city. At first Aemilius tried to stop them and call them back by telling them that it was captured and not surrendered cities that were sacked, and even in the case of these the decision rested with the general, not with the soldiers. When he saw that passion and greed were too strong for his authority, he sent heralds through the city with orders to summon all free men into the forum where they would be safe from injury, and so far as his authority extended he kept his word. He restored to them their city, their lands and their laws, and as winter was now approaching he selected the harbours of Phocaea for the winter quarters of his fleet.